Cities Service Co. v. Gulf Oil Corp.

¶ 1 While the appeal before us presents complex procedural questions of both state and federal character and some first-impression matters of adjective law, the case’s legal issues are posed in the context of two rather straightforward queries — (1) Was Gulf Oil Corporation, now Chevron USA Inc., and GOC Acquisition Corporation, [collectively Gulf] justified in terminating the merger agreement between itself and Cities Service Corporation, now OXY USA, Inc. [Cities]? and (2) If not, what then is the proper measure of damages to Cities occasioned by the breach?

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FACTS AND PROCEDURAL HISTORY A

The…